Sec Form 4 Filing - MCDONALD JOHN D @ AMC ENTERTAINMENT HOLDINGS, INC. - 2021-11-01

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
MCDONALD JOHN D
2. Issuer Name and Ticker or Trading Symbol
AMC ENTERTAINMENT HOLDINGS, INC. [ AMC]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
EVP, US OPERATIONS
(Last) (First) (Middle)
C/O AMC ENTERTAINMENT HOLDINGS INC, ONE AMC WAY, 11500 ASH STREET
3. Date of Earliest Transaction (MM/DD/YY)
11/01/2021
(Street)
LEAWOOD, KS66211
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
CLASS A COMMON STOCK ( 1 ) 11/01/2021 M 70,000 A $ 0 163,739 D
CLASS A COMMON STOCK ( 2 ) 11/01/2021 F 31,536 D $ 0 132,203 D
CLASS A COMMON STOCK ( 3 ) 11/01/2021 S 50,000 D $ 35.58 82,203 ( 4 ) D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
PERFORMANCE STOCK UNITS ( 5 ) $ 0 11/01/2021 C 35,000 ( 6 ) ( 5 ) CLASS A COMMON STOCK 35,000 $ 0 0 D
PERFORMANCE STOCK UNITS ( 5 ) $ 0 11/01/2021 C 35,000 ( 7 ) ( 5 ) CLASS A COMMON STOCK 35,000 $ 0 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
MCDONALD JOHN D
C/O AMC ENTERTAINMENT HOLDINGS INC
ONE AMC WAY, 11500 ASH STREET
LEAWOOD, KS66211
EVP, US OPERATIONS
Signatures
/S/EDWIN F GLADBACH, ATTORNEY-IN-FACT 11/03/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Shares of Issuer's Class A Common Stock ("Shares") were issued upon the vesting of certain performance stock units ("PSUs") granted to the Reporting Person pursuant to the Issuer's 2013 Equity Incentive Plan ("EIP").
( 2 )Shares were withheld to satisfy the Reporting Person's tax obligations arising from the PSU vesting.
( 3 )The sale reported was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person more than 30 days prior to the transaction.
( 4 )Does not include Shares issuable upon future vesting of equity grants, including 150,661 Shares issuable based upon continued service and 187,910 Shares issuable upon attainment of performance goals at target, which, when combined with the ownership reported above, would represent a total of 420,774 Shares.
( 5 )Each PSU represents the right to receive one Share upon vesting. The PSUs were originally granted on February 26, 2020, and subsequently modified on October 30, 2020, with an expiration date of February 26, 2030.
( 6 )The PSUs vested upon attainment of a 20-day volume weighted average closing price ("VWAP") of $4 and the Reporting Person's continued employment through October 30, 2021.
( 7 )The PSUs vested upon attainment of a VWAP of $8 and the Reporting Person's continued employment through October 30, 2021.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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